Troubled Memories Are No Match For Caring Friends
by GoldGuardian2418
Summary: When Red Alert gets amnesia from a battle, he doesn't remember anyone at the base. Can they help him see he's safe with them? Done as a request for EmeraldMoonGreen. :)


**EmeraldMoonGreen asked for this one. Here you go, Amiga! Enjoy! :)**

 **Transformers Prime belongs to Hasbro. I own nothing.**

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 **Troubled Memories Are No Match For Caring Friends**

Red Alert smiled as he felt the wind against his alt mode as he drove and saw Soundwave flying overhead. "Everything seems quiet down here," he said to his flying friend. "How about up there, Wave?"

"Clear and quiet," Soundwave replied. "Seems a little too quiet. Perhaps we should land and fill that nearby canyon with your laughter, Red."

The poor bot sputtered in reply, making Soundwave laugh in amusement. "Red Alert, relax," he said. "I'm just teasing."

"I know," the paranoid bot said. "But you know even talking about tickling gets me flustered!"

"Because you're so cute when being tickled," the former 'Con cooed teasingly as he landed and transformed. Red Alert followed his example and came to a stop, transforming too. Suddenly, his horns gave off a spark and he jumped.

"Soundwave, I think someone's watching us," he said worriedly.

His friend immediately looked around, scanning the area before sending Lazerbeak out to scout the area while he and Red Alert moved slowly along the canyon. "Hmm, it does seem a bit too quiet in here," Soundwave said.

The paranoid bot nodded as his horns gave off another couple of sparks. "Something's here," he said quietly.

Both pulled out their weapons and began scanning, Soundwave checking with Lazerbeak frequently. "Hmm, Lazerbeak isn't seeing anything," he said thoughtfully. "If something's here, it's camouflaged."

All of a sudden, something jumped out at them and began firing, to which they rapidly returned fire. "Rogue Decepticon!" Red Alert called out warningly.

Suddenly, the rogue charged, catching them by surprise and Red Alert had no time to react as he was lifted up suddenly and thrown to the side, his head hitting the rock wall hard enough to knock him out.

"Red Alert!" Soundwave cried out in alarm before tackling the rogue and blasting him, forcing him to retreat. As soon as the rogue had run away, the former silent 'Con ran over to his friend, seeing he wasn't moving. "Red Alert. Hold on, my friend."

He scooped up the bot in his arms before opening his comlink. "Soundwave to base. Need sick bay. Red Alert injured. Patching through coordinates," he sent out.

"Optimus to Soundwave. We read you. Stand by," he heard Optimus' voice and relief filled him and he raced into the Groundbridge that appeared, only thinking about Red Alert and worried that he was gravely injured.

Ratchet was ready when Soundwave burst in with Red Alert and gently set his friend down on the medical berth. "What happened?" Ratchet asked.

"Rogue 'Con attacked us and managed to throw Red against the rock wall," the former 'Con said, looking gravely worried. "He blacked out right after."

The orange-and-white mech nodded. "Alright," he said. "Optimus is waiting for a report. You best go see him."

Soundwave looked at him. "Ratchet," he said. "Please let me know the moment Red Alert wakes up."

The doctor nodded. "I will, Soundwave," he promised, knowing that the former 'Con and Red Alert were close friends. He now gave Soundwave a gentle nudge towards the door. "Go on," he said, his voice gentle.

Nodding, Soundwave went to Optimus' office to give his report and the red-and-blue mech was worried for Red Alert too. "That was brazen of the rogue to attack like that," he said.

"We didn't even detect anything, Prime," Soundwave admitted. "It was very quiet, but the rogue must have camouflaged himself."

"Which would have made it difficult to detect him," Megatron said gently, entering the office and placing a gentle hand on his former third-in-command's back. "Don't worry, Red Alert will make it. Ratchet will personally make sure of that."

The former silent 'Con took comfort in that, but he was really hoping his friend would wake up soon.

* * *

 _Medbay, almost two hours later..._

Red Alert groaned as he woke up, sitting up and rubbing his head. "Red Alert, are you alright?" He heard a voice ask.

Immediately panicking, he jumped up and turned to find Ratchet looking at him worriedly, but he didn't recognize him. "Who are you?!" He asked, panic in his voice.

"Red Alert, calm down," Ratchet said gently. "You're safe. It's alright."

"No! Where's my uncle?! Why have you kidnapped me?!"

The doctor was now gravely worried at this. "Easy," he said, his voice still gentle. "No one's kidnapped you, Red Alert. I really don't know where your uncle is, though."

Red Alert was now shaking in fear and backing away from the medic, who tried to gently approach him to calm him down, but his panic was too much and so he ran, looking for a place to hide.

Ratchet was now worried. "Everyone, Red Alert woke up, but it seems he is suffering from amnesia. He's somewhere on base. Please find him," he said through his comlink, worry in his voice for the paranoid bot.

As soon as they heard that, everyone jumped up to go find their frightened friend, worried for him and hoping to help him regain his memories.

Meanwhile, Red Alert found a closet where spare pillows and blankets were kept and instantly created a huge nest from them and hid inside, closing the door behind him and then burrowing deep in the soft blankets and pillows.

"Red Alert! Where are you?"

Hearing an unfamiliar voice, he whimpered a little and shrunk back, hearing more voices calling him as they searched for him. Tears came to his eyes and he began crying and whimpering, trying to keep it down, but was too frightened.

Optimus and Megatron were walking down a hall when they heard whimpering and crying, pausing and looking at each other before opening the closet door and finding a nest of pillows and blankets and the sounds were coming from inside. Relief filled them that they had found their friend. "Red Alert, it's alright," Optimus cooed. "You're safe."

"No one's going to hurt you," Megatron said softly. "You're among friends."

Hearing their voices, Red Alert whimpered and shrunk back. "Mama. Sire," he whimpered out, but the two mechs realized with a start that their friend was speaking in Cybertronian now. "No," they heard him whimper again. "Don't lock me up, please."

"He thinks he's a sparkling," Optimus realized in worry.

"No wonder he's so terrified," Megatron said.

When they heard the sounds of Red Alert having a panic attack, Optimus decided enough was enough and reached into the closet, removing most of the blankets and pillows to find Red Alert crying and curled up into a ball to hide from them. Gently, he reached forward and gently grabbed the red-and-white bot, carefully pulling him into his lap.

The poor bot whimpered in fear as he saw he was trapped in a stranger's arms and another strange bot was in front of him. He struggled slightly, but was mostly frozen with fear. "Shh, it's alright, Red Alert," Megatron cooed to him, his spark aching as he realized the paranoid bot didn't recognize him and was afraid of him and Optimus.

"We're not going to hurt you," Optimus said softly. "It's alright."

Red Alert started trembling, fresh tears springing to his eyes. Megatron grew worried before an idea struck him. "Optimus, what if you let him listen to your sparkbeat?" He suggested. "That sound usually comforts sparklings, from what I've seen."

Optimus nodded. "And right now, he believes he's a sparkling from the amnesia," he said, gently turning Red Alert's helm so that his audio was gently pressed to the red-and-blue chest.

Hearing the familiar, soothing sound, Red Alert at once became still and then began cuddling into Optimus' arms, listening to the leader's sparkbeat as he began relaxing. "Look," Megatron said softly. "It's working."

"That's a relief," Optimus said as he began gently stroking the paranoid bot's helm, which seemed to make Red Alert just melt more. "There you go, Red Alert. It's alright," he said soothingly.

Megatron began gently rubbing the now-calm bot's back. "You're safe here. We're not going to hurt you," he promised.

Red Alert opened his eyes, looking at them as he felt calm. The bots looked a little scary to him, but he noted that they were gentle and seemed eager to calm him down. Only his uncle had been gentle with him after he had been sent to live with him and his uncle had often tickled him to cheer him up.

Red Alert now looked a bit shy. "Um...if you two don't mind...would you...please tickle me?" He asked shyly.

Both Megatron and Optimus smiled. "Of course, Red Alert," Optimus said.

"We'd be happy to," Megatron said.

Moments later, Red Alert was giggling as Optimus tickled his sides and Megatron tickled his feet. "Aw, listen to those cute giggles," Optimus cooed.

Megatron smirked. "Let's make those giggles a bit louder," he said, his fingers gently wiggling into Red Alert's knees. The giggling bot jumped about a foot at that and his giggling grew into laughter. "Well, well, look at those ticklish knees," the former warlord said teasingly.

They then heard him start to lose his breath and so stopped, letting him regain his breath and rest a moment. To their surprise, after he caught his breath, he pouted before again looking shy. "More, please?" He asked shyly.

Both smiled. "Of course, Red Alert," Optimus said before they began tickling him again. "We'll tickle you as much as you want."

Giggles and laughter filled the hallway, making the two older mechs laugh in amusement. "Cootchie, cootchie, coo!" Megatron cooed. "Who's such a ticklish sparkling?"

"Who loves tickles?" Optimus cooed into Red Alert's audio.

The teasing words made him laugh more as he squirmed, but didn't try to get free of them. "Looks like he loves being tickled," said Megatron as he began tickling the red-and-white stomach.

"Indeed," said Optimus, blowing raspberries into the paranoid bot's neck.

Ratchet came around the corner a few moments later, stopping and smiling at the scene before him. Red Alert was apparently in stitches as Megatron was tickling his stomach and Optimus was blowing raspberries into his neck.

"Cootchie, cootchie, coo," Optimus cooed before blowing a big raspberry into the sensitive neck, making Red Alert squeal cutely.

"Who's a cute sparkling?" Megatron cooed with a smile as he tickled the red-and-white stomach all over, making Red Alert's laughter fill the hallway. He then noticed Ratchet and smiled. "Ah, doctor. Just in time," he said.

Ratchet nodded. "He's got a dent in the back of his helm," he said. "If you two can keep him calm, I'll get to fixing that dent."

The other two nodded and noticed Red Alert went quiet before shying against Optimus, who rubbed his back. "Red Alert, it's alright," he cooed. "Ratchet won't hurt you."

"He's just going to fix the dent in your helm," Megatron said. "He can make it stop hurting."

The paranoid bot looked worried. "Will it hurt?" He asked in a small voice.

"It shouldn't," Ratchet said reassuringly. "And I'll be gentle. You can hold onto Optimus while I work."

Red Alert instantly clung to Optimus, who rubbed his back soothingly. The poor bot then reached out for Megatron, who smiled gently and reached out, letting the bot hold his hand. "Don't worry, Red Alert. It'll be over in a jiffy," he soothed. "Just focus on Optimus' sparkbeat."

The bot took that suggestion and closed his eyes, listening to the calming sparkbeat as Ratchet carefully worked and moments later, straightened out the dent and nodded. "Alright, he's all set," he said.

Red Alert groaned and opened his eyes, seeing his head was pressed against a red-and-blue chest and he lifted his head up to see Optimus and Megatron were gazing down at him worriedly. A blush came to Red Alert's face and he looked embarrassed. "Red Alert, are you alright?" Megatron asked.

The paranoid bot nodded, but still looked embarrassed. "Um, how many...saw me like this?" He asked hesitantly.

Seeing he apparently remembered what happened, Optimus hugged him. "Just myself, Megatron, and Ratchet," he said reassuringly. "Though you did give Soundwave quite a scare when you were thrown against the rock wall by that rogue 'Con."

Said former silent 'Con came around the corner. "Red Alert!" He said in relief, coming towards them as the four mechs stood up and the tentacled mech gently pulled his friend into a tight hug. "Are you alright? Are you hurt?"

Red Alert shook his head. "I'm okay, Soundwave," he reassured his friend. "Just...Just had a bit of amnesia, but I'm better now."

Soundwave sighed in relief. "I'm so glad to hear that," he said happily.

Optimus smiled. "Red Alert, why don't you take it easy for the rest of the day?" He said. "Soundwave, will you help him do so?"

"Of course, Optimus," the former silent 'Con said as he guided his friend to his quarters. When they arrived, Red Alert actually looked sleepy, to which Soundwave picked him up and placed him on his berth.

Seeing he was in Soundwave's quarters, Red Alert gave him a grateful look as the former 'Con settled beside him and let him cuddle into his warm hug. "You really had me scared when Ratchet called us and said you had amnesia," he said.

Red Alert looked embarrassed. "I only remembered going to live with my uncle after some of my relatives abused me," he admitted. "I was afraid that...I had been kidnapped."

"Shh," Soundwave cooed, gently rubbing his friend's horns. "It's alright now, Red Alert. You're safe."

"Especially with my best friend," the paranoid bot said with a smile before the two fell asleep.

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 **Please leave a review, but no flames!**

 **GoldGuardian2418**


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